Just to Make Her Smile
by Mrs.HPotter09
Summary: The Murauder generation are 15 at Hogwatrs. Lily is friends with Remus whos best friends with James who loves Lily. But wait! Remus is secretly in love with Lily too! do i sense a love triangle? why yes, yes i do.
1. Chapter 1:Impossible

**Declaimer: **I am _not_ J.K. Rowling, nor will I ever be. I also do not own any of the characters, or stuff like that...

I got this idea from Prisoner of Azkaban (movie) just so you know...enjoy!

**Chapter 1:**

Harry and Lupin were standing on a bridge near Hogwarts castle sometime in late November. Hermione and Ron were out in Hogsmede village, having a wonderful time without Harry no doubt, but Harry wasn't _too _upset about the situation. He liked spending time with Lupin; It made him feel confident, like his father had once been...or so he had heard.

The silence that lingered between then was neither awkward or overwhelming, but understanding; Almost as if they could feel each others emotions. Lupin finally broke this silence with a statement that Harry was not expecting:

"You know Harry", Lupin began, "the first time I set eyes on you, I recognized you at once..."

Harry rolled his eyes at this. He heard this far too often, and he hated the way people stared at his lighting bolt scar above his right eye almost everywhere he went. '_Well of course you recognized me', _Harry thought to himself. '_Who else do you know who has a bolt of lighting carved into their face?'_ He had tried to hid it on numerous occasions but it seemed to always find its way past his untidy, jet-black hair that dangled freely above his sparkling emerald eyes.

Lupin saw Harry's reaction and continued, "Not by your scar...but by your eyes..." He said this almost longingly, as if trying to bring back a memory that had been pushed to the back of his mind. "They're your mother Lily's."

Harry was taken aback, and without meaning to, jerked his head towards his professor with a questioning look on his face, longing for more information about his mother. He had heard so much about his father, James, being an amazing seeker, wizard and troublemaker, but almost never anything about his mother, Lily.

"Yes", Lupin continued, reassuring that his statement was, in fact, true. "oh yes, I knew her..."

His voice was soft, and sounded as if he was being lulled into a long needed sleep as he continued, "Your mother was there for me at a time when no one else was. Not only was she a singularly gifted wizard, she was also an uncommonly kind woman. She had a way of seeing the beauty in others, even , end perhaps most especially, when that person could not see it themselves..."

.:FlAsHbAcK:.

Remus gazed longingly at the slender figure of a 15 year old Lily Evans. Her thick red hair grazed the parchment on her desk as she madly scribbled the notes form the lesson that day in Potions with her long quill. He wanted to hold her, kiss her, feel her heartbeat against his, but most of all to love her and have her love him back...

"Impossible.", he mumbled to himself, a bit louder then intended. He knew that James fancied Lily, though he never admitted it aloud, though it was obvious. Though Remus had liked, no, _loved_ Lily since their first year of Hogwarts, It still felt like he was betraying his best friend by even thinking about being with her.

His 'impossible' ended up being just loud enough to catch the attention of Lily, because the next thing he knew, she looked up from her notes with her sparkling emerald eyes to see him staring at her. Snapping back to reality and slightly embarrassed, Remus clumsily turned away, bumping his knee into the desk in the process. This made his pale cheeks turn pink as his embarrassment increased, so he tried to cover his face with his strawberry blonde hair that reached to the tips of his ears; He had no success. He slowly turned back to Lily, half expecting to find her with her soft lips pursed while shaking her head in disgust, but she was smiling at him. He brushed his hair away from his eyes as a large grin erupted on his face from ear to ear. Though they were in the dark and dank dungeon of the castle, Lupin had never thought she looked so beautiful and glowing.

As soon at it had come, his smile faded as Lily turned her delicate face away from him to turn to none other then the charming clever James Potter, who was whispering her name.

"Evens!" Remus could hear James whisper, "Evans, catch."

A not folded into the form of a snitch fluttered from James' palms and into Lily's with one gently blow and a tap of his wand. Lily caught it out of the air just before the professor could see. She quietly unfolded the note under the desk and began to read. She bit her bottom lip, trying to hold back a smile, and her cheeks turned pink. Once she finished, she turned back at James who winked casually yet flirtatiously back at her. She nodded her head as she finally released her lip to release her smile. It broke Remus' heart that he was too shy to make her smile like that at him. He knew Lily longer and better then James, yet he hadn't the confidence or charm to do so.

'_What does he have that I don't?_' Remus asked himself. '_Oh, how about looks, personality, talent, and the fact that he's not a **werewolf**...'_


	2. Chapter 2: His Angel

**Disclaimer**: I am _not _J.K. Rowling, nor will I ever be. None of the characters are mine, I just make them do other stuff :)

**Chapter 2:**

Later on that day, the Four Marauders were sitting by the large willow tree next to the lake. The four were the best of friends, but each was very different from the others, and each played a different role. Remus was, of course, reading, being the brightest of the foursome. Sirius, being the looks and charm of the group, was perched casually on one of the lower branches of the tree. James, being the wit and cleverness of them all, was holding a snitch that he had stolen from the storage closet at quidditch practice last night. Every once in a while he would let it go, only to snatch it back with his amazing reflexes. Last, and probably least, was Peter, who was...well just sort of _there. _In a way, he was a kind of servant who did anything in his power to be "cool" or "one of the guys", and in doing this, earned himself a place in the group. At this time, he was gawking at James and his seeker reflexes and gasping and clapping hysterically every time he caught it. Everyone else found this very annoying, but James enjoyed the attention, so the let him be but tried very hard to ignore it.

A group of girls were sitting by the edge of the lake, dipping their feet in the cool water, making its smooth surface ripple. James and Sirius, of course, took notice of them the moment they came into view and were eying them ever since, but not in an obvious way, just out of the corner of their eyes. That is, they were until none other then the lovely Lily Evans. Lupin, who was absorbed in his book, didn't notice until he noticed that Peter's stupid squeals had stopped. He looked up to see his three friends staring at something that was evidently right behind him.

"What the bloody hell are you three gawking at?" he laughed as he turned around.

As soon as he saw her, he began gawking too. Realizing how stupid he must have looked, he tried to speak.

"H-Hello L-Lily, you're look-looking er-healthy to-today."

He made a mental note to kick himself in the ass later for saying something so stupid.

"_Of COURSE she looks healthy" _he thought to himself. "_She looks amazing and radiant and gorgeous all the time! She's not just beautiful on the outside, she's an angel on the inside as well..."_

His thoughts were interrupted by Lily's response. "Hello Remus, you look healthy too!" she said with a sparkling smile and a friendly laugh.

Remus assembled his courage and was going to ask her if she wanted to study in the library later for their Potions O.W.L. tomorrow, if it was the last thing he was going to do.

"Would you -"

"Well well" Lupin jerked his head around to see James getting up and striding over to where he and Lily were standing. "If it isn't Miss Evans.", he said with a teasing smile.

"James, I've been meaning to talk to you -"

"Oh really?" James said suavely.

"Yes." Lily said firmly. It was obvious she was trying not fight his overwhelming charm, and that she was losing. But, she continued never the less. "I saw what you did to Severus yesterday."

"Ah, you mean _Snivellus_?"

"No, I mean, **Severus.** What you did to him was cruel and immature." Lily continued before he could interrupt yet again.

"He deserved what he got"

"Nobody deserves to be publiclly humiliated like that!"

"I wasn't humiliating him, just teaching him a little lesson."

"Just leave him alone, ok?" Lily was now very frustrated and didn't have the patience to argue with him.

"I will..."

"Good" Lily said quickly as she started off towards the castle.

"If..." James said just loud enough for her to hear. Lily rolled her eyes and turned back around to face him. "I will leave him alone," James continued. "if you promise to go to Hogsmeade with me this weekend.

Lily looked offended, but on the inside she was thrilled. Ever since she met James, she was attracted to him. The way he messed up his hair every time she came near, how he winked at her in class and always made her blush...but she wouldn't dare show it.

"Fine" she said stubbornly. "But I won't like it." She turned on her heel and began walking towards the castle with the group of girls that was waiting for her.

Remus felt terrible. He was standing behind Lily as she was talking to James, and was the only one who saw her smile as she turned her heel and walked away...


	3. Chapter 3:The Talk

**Disclaimer: **I'm not J.K. Rowling, and that's not going to change. :'(

It was driving Remus crazy. He had never felt this way about anyone before, and he had to tell someone. Just then Sirius came through the doors of the great hall followed by a small herd of giggling girls. Remus was used to this by now. Not that _he_ had a fan club, but James and Sirius always had them around. He closed his copy of "Defense Against the Dark Arts; Volume 5" and joined Sirius at his side.

"Hey Mooney", Sirius said as he joined him.

"Um hello Sirius, I was just wondering if I could speak with you about something rather important" Sirius nodded his head and turned to face him, as did his followers. "could I speak to you _alone_?" He added nodding toward the girls.

"Oh, of course" And with that he waved the girls off. You would think they would be insulted but they seemed overwhelmed with excitement that he even acknowledged their presence.

Remus motioned for Sirius to follow him and he lead them to the library, the one place Remus loved to come, and the one place Sirius had barely ever been.

"Now" said Sirius as they sat down at a table. "What's all this about?"

"Well, I've been having these feelings...that I've never felt before. Whenever I'm around her I feel like a whole new person. Someone that I've never been but have always longed to be."

Sirius stared at him across the table with a blank look on his face. "I don't get it", he said stupidly. "Wait, who's 'her'?"

"I...I think I'm in love with Lily..."

"EVANS?" Sirius shouted in disbelief.

"SHH!" Remus and the librarian hissed at once.

"Sorry" Sirius replied. "This isn't good Mooney, this is NOT good."

"What are you talking about?" Remus replied after noticing that he wouldn't make eye contact with him.

"So is James."

"What? No he's not! He can't be! She's just another little fling to him, he doesn't have any REAL feelings for her!"

"It surprises me, Remus, how the smartest person I know has no idea about how to interact with the opposite sex."

"Do too!" Remus said, rather offended.

"Have you seen the way he acts around her? He's the happiest I've ever seen him! Even though he tries to hide it, he loves her so much, he can't help but let it show. I'm sorry" He added once he saw Remus' face.

"But...but now I haven't got a chance..." He said, more to the table then to Sirius.

"I don't know what to say to you my friend, just be yourself. Lily is a smart girl, she'll make the right choice. And if she doesn't choose you, then it just wasn't meant to be. Everything happens for a reason. Don't worry about it, ok?"

Remus simply nodded as he heard Sirius get up and walk out of the library. He rubbed his eyes and glanced at his watch. It was only 8:00 but his emotions seemed to drain every ounce of energy out of him. So he grabbed his bag and headed off towards the dormitories. Tomorrow was the last Hogsmeade trip of the year.

'Oh joy' he thought sarcastically. 'I get to spend the whole day with James as he flirts with the love of my life.'

He flopped onto his bed without taking off his uniform and fell into a deep sleep, where he dreamed of what was to come.

**Author's Note: **yea it wasn't very long but in the next chapter there will be jealousy, blood and tears.

please review if you read it and give me any suggestions, though I think I have the main story line pretty much planned out.


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